Securities code: 002846 securities abbreviation: Guangdong Enpack Packaging Co.Ltd(002846) Announcement No.: 2021-103 bond Code: 128079 bond abbreviation: Yinglian convertible bond
Guangdong Enpack Packaging Co.Ltd(002846)
About to Yinglian metal technology (Yangzhou) Co., Ltd., a holding subsidiary
Announcement of capital increase
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Guangdong Enpack Packaging Co.Ltd(002846) (hereinafter referred to as "the company") deliberated and adopted the proposal on capital increase to the holding subsidiary Yinglian metal technology (Yangzhou) Co., Ltd. at the 17th meeting of the third board of directors and the 16th meeting of the third board of supervisors held on December 22, 2021, and agreed that the company would increase capital to the holding subsidiary Yinglian metal technology (Yangzhou) Co., Ltd. by stages and according to the actual needs of the subsidiary (Yangzhou) Co., Ltd. (hereinafter referred to as "Yangzhou Yinglian") ）After the capital increase of 300 million yuan, the registered capital of Yangzhou Yinglian will increase from the current 200 million yuan to 500 million yuan. Before the capital increase, the company held 95% of the shares of Yangzhou Yinglian, which is the holding subsidiary of the company; After the capital increase is completed, the company will hold 98% of the shares of Yangzhou Yinglian, which is still the holding subsidiary of the company. This matter needs to be submitted to the general meeting of shareholders for deliberation.
1、 Overview of foreign investment
1. According to the needs of strategic development, in order to support the production and operation development of the subsidiary and promote the development of the beverage easy open cover project, the company decided to increase the capital of Yangzhou Yinglian by 300 million yuan in stages according to the actual capital needs of Yangzhou Yinglian in the process of production, operation and business expansion. The sources of funds include self owned funds and self raised funds (including but not limited to bank loans, financing by financial institutions, issuance of securities, etc.).
The minority shareholders of this capital increase will not increase their capital in the same proportion. The registered capital of Yangzhou Yinglian has been changed to RMB 500 million. The company holds 98% of the shares of Yangzhou Yinglian and the minority shareholder Mr. Feng Feng holds 2%. 2. On December 22, 2021, the company held the 17th meeting of the third board of directors with 7 affirmative votes, 0 negative votes With 0 abstention, the proposal on capital increase to Yinglian metal technology (Yangzhou) Co., Ltd., a holding subsidiary, was adopted. The investment matter still needs to be submitted to the first extraordinary general meeting of shareholders in 2022 for deliberation. Up to now, no relevant contract has been signed for this transaction.
3. The above matters do not belong to related party transactions and do not constitute major asset restructuring as stipulated in the administrative measures for major asset restructuring of listed companies.
2、 Basic information of investment object
1. Basic information of the target company
Company name: Yinglian metal technology (Yangzhou) Co., Ltd
Unified social credit Code: 91321012ma1y6h674e
Company type: limited liability company (invested or controlled by natural person)
Legal representative: Weng Weiwu
Registered capital (before capital increase): 200 million yuan
Date of establishment: April 4, 2019
Registered address: middle section of Jinshen Road, high end equipment manufacturing industrial park, Shaobo Town, Jiangdu District, Yangzhou City
Business scope: R & D, manufacturing and processing of metal materials (excluding the projects restricted by the national industrial structure guidance catalogue), hardware products, sales of metal materials and plastic raw materials (excluding hazardous chemicals), self-supporting and acting as an agent for the import and export of various commodities and technologies. (for projects subject to approval according to law, business activities can be carried out only with the approval of relevant departments)
2. Equity structure before and after capital increase:
Before the capital increase, the company held 98% of its equity and Mr. Feng Feng held 2% of its equity; After this capital increase, the registered capital is changed to RMB 500 million.
3. Main financial data of the latest year:
Project December 31, 2020 November 30, 2021
(audited) (Unaudited)
The total assets are 353757028.21 yuan and 706838263.61 yuan
The net assets are 185547153.06 yuan and 172669555.10 yuan
Project 2020 January November 2021
The operating income is 104479543.21 yuan and 310536876.21 yuan
Net profit -12850395.34 yuan -12956347.96 yuan
4. Contribution method: self owned funds and self raised funds (including but not limited to bank loans, financing by financial institutions, issuance of securities, etc.)
3、 Counterparty information
1. Name: Feng Feng
2. Address: room * * * No. 692, Guangfu North Road, Liwan District, Guangzhou
3. ID card information: 4401031963********
There is no related relationship between the above counterparties and the company, the controlling shareholders and actual controllers of the company in terms of property rights, business, assets, creditor's rights and debts, personnel, etc., and there is no other relationship that may or has caused the listed company to tilt its interests.
4、 Purpose, existing risks and impact on the company of this capital increase
1. The company's capital increase to Yangzhou Yinglian is based on the needs of the company's strategic development and the production and construction of beverage easy to open lid business, to ensure the capital and operation capacity of Yangzhou Yinglian, expand production capacity, promote the rapid implementation of the company's intelligent production and large-scale production, and improve the company's overall competitive strength. After collective deliberation, scientific demonstration and prudent decision-making by the board of directors of the company, this capital increase is in line with the interests of the company and all shareholders, and there is no damage to the interests of minority shareholders of the company.
2. After this capital increase, Yangzhou Yinglian is still the holding company of the company, which does not involve changes in consolidated statements and will not have a significant impact on the company's financial status and operating results.
3. The company will implement the capital increase in stages according to the actual construction and operation capital needs of Yangzhou Yinglian, urge Yangzhou Yinglian to operate in accordance with regulations, actively prevent and resolve various operation risks, and strive to obtain a good return on investment. However, in the future, it is still not ruled out that it will be affected by relevant policies and changes in the market environment, resulting in operational risks for this capital increase; There is also a risk that the operating benefits and R & D achievements of Yangzhou Yinglian do not meet the expectations.
4. The above amount of capital increase is the amount of capital increase the company intends to make to its holding subsidiaries. The final time and amount of capital increase shall be subject to the actual time and amount of capital increase of the company.
The company will actively pay attention to the progress of the above capital increase. The company will disclose relevant progress in a timely manner in accordance with the requirements of relevant laws and regulations such as the stock listing rules of Shenzhen Stock Exchange and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange.
Please pay attention to investment risks and make prudent decisions.
4、 Documents for future reference
1. The resolutions of the 17th meeting of the third board of directors and the 16th meeting of the third board of supervisors are hereby announced.
Guangdong Enpack Packaging Co.Ltd(002846) board of directors
December 23, 2001
